Bearly Winging It
by Brahma Bear
Summary: It’s a bird! It’s a plane! It’s... it's... Kit Cloudkicker finally getting his wings. Literally.


_**Bearly Winging It**_

"...And when the corn exploded, they knew when to take the turkey out of the oven!" A twinkle in his eye, Baloo had just finished telling to Molly the tale of the first Thanksgiving banquet, over a less-than-magnificent feast of two large pepperoni pizzas in greasy delivery boxes.

It was late in the evening, and after a long day Rebecca Cunningham had decided to treat her crew to dinner at Higher for Hire. That, and she really didn't feel like going home and cooking for the kid.

While Rebecca and Kit shared incredulous glances at Baloo's culinary and historical expertise, Molly sat at the edge of her seat with one sudden thought on her mind: "You can make corn _explode_?"

"Forget it," Rebecca told her. "Honestly, Baloo, where do you come up with these things?"

"That's the kind of stuff they don't teach you in school," Kit snickered, whirling a string of melted mozzarella from his chin onto his finger.

"Oh!" Rebecca set her slice of pizza down and wiped her mouth with a napkin. "That reminds me, Kit, I wanted to speak with you. I read in the paper Cape Suzette Elementary's having LEEKS over."

"They're leakin' what, now?" asked Baloo, muffled a bit with cheeks full as a chipmunk's.

"Not leaking, _Leeks_!" said Rebecca. "The League for Exploring Engineering, Knowledge and Science. They go to schools and organize science project fairs for the students to participate in."

Kit paused, and his next swallow was a hard one. He already did not like the turn of the conversation. "I know," he said, lowly.

"I don't think you've said one word about it."

"I'm not really interested in it," Kit shrugged.

Rebecca frowned, thinking of Kit's barely-average grades. "You should put some thought into it. It's not too late to sign up. I think you'd find it very self-rewarding."

"Yeah, but it's voluntary," said Kit. "And who wants to sign up for extra homework?"

"This is an opportunity to build and create something out of your own imagination," Rebecca said. "Who knows, you might even win first prize!"

Baloo stretched his back, picking his front teeth with his thumb. "Heh heh, I once did somethin' for science project back in the day, brought in an ant farm. I got disqualified 'cause it didn't have any ants in it."

Though she was certain she was going to regret it, Rebecca decided to ask anyway: "You brought an ant farm without ants. Why?"

"Oh, they were in there at first!" said Baloo. "Guess I didn't have the top on right, and they kinda... got out. Man, those lil' critters could march in a hurry! They must've had something against Mrs. Ursely... poor ol' gal threw her back out tryin' ta scratch her-"

Rebecca cleared her throat loudly, subtly pointing at Molly.

"...Foot," grinned Baloo.

"Nah, I'll pass, Miz Cunningham," Kit said. "It's mostly for the smart guys. I'll stick to track."

"Don't sell yourself short, Kit. You _are _a smart guy." Rebecca shot Baloo a dirty look. "As opposed to a smart-aleck."

Kit shook his head. "Besides, I don't have any ideas."

"What about flying?" Rebecca asked. "How many classmates to you have that know half as much as you do about airplanes?"

"Like... how they fly?"

"Sure! Think of something that shows off what you know! First prize is twenty dollars, after all."

While the boy was shyly staring at a piece of pepperoni on his plate, a tiny smirk bent the corner of his lip, and Rebecca could just see the ideas spinning in his mind. "Tell you what," she said. "You think it over, and I'll pay for any materials you need."

"Well, it _is _two weeks away," said Kit. "Maybe I _can_... You know what, I'll do it!"

"Terrific!" exclaimed Rebecca. "We can't wait to see what you come up with!"

* * *

The Sea Duck skimmed over huge waves of puffy, white clouds on a routine delivery. Another beautiful Saturday afternoon, Baloo thought, bright and warm, and nothing to do after the drop than to lay back and relax, maybe find a nice beach and set up the old hammock... but as he looked around, there was missing something particular from the picture; namely, it seemed he should have looked over his left shoulder and seen someone whisking from the towrope and cutting a wake of mist.

Kit's cloudsurfing airfoil was out and on his lap, but smothered underneath a thick book that Kit was flipping through, while also penciling notes on a clipboard with a very serious frown on his face. Baloo shook his head in disapproval; the boy wasn't giving the sky a bit of attention.

"It's Saturday, Lil' Britches," said Baloo. "Why don't ya put the book down for a minute and go hit the clouds?"

"Maybe later. I want to get this done."

"So you decided what all yer gonna do?"

"I think I'm gonna make something like a wind tunnel," Kit said. "I figure I'll use my board for the airfoil, but I'll need a fan, something fast enough to make my board fly. That's gonna be the second-hardest part."

"Well, maybe my pal Buzz can help ya with some of that."

"Yeah," Kit smiled. "That'd be swell!"

"What's the _first _hardest part gonna be?"

Kit tapped the book with his finger. "I'll have to write a report on my project that explains what it is."

Baloo chuckled. "That shouldn't be too awful hard for Mister I've-Read-the-Standard-Manual-from-Cover-to-Cover-a-Gazillion-Times."

"I know how flying works, Baloo, but I'm supposed to describe it. You know, scientific-like."

"You kiddin'? You happen to be talkin' to a guy with his _professorship _in flyin'. What'd ya need to look up?"

Kit flipped back a few pages and slid his finger down to a particular paragraph. "Well, according to this book, 'There are four forces that make flight possible or impossible.' Do _you _know anything about those?"

"Off the top of my head?" Baloo scratched his chin, thoughtfully. Then he counted on his fingers and thumb, one through four: "Propellers, wings, pilot and soda!"

"Soda?"

At that, Baloo reached for an overhead compartment and pulled out a bottle of orange soda. "Hey, I say don't mess with a good system!"

"No, listen," said Kit. "What about _lift_?"

"Like, we're givin' the cargo in back a lift?"

"Not really. Drag?"

"Ha! It'd sure be a _drag _if we didn't get paid for it."

Kit sighed. "Weight?"

"Now yer just gettin' personal!"

Kit groaned and looked up the next word. "Thrust?"

"Like speed?"

"Fancy word for it, but yeah."

"Well why didn't ya say so?" Baloo suddenly slapped the Sea Duck's throttles all the way forward, and in the burst of breakneck speed, Kit yelped and his book fell to the floor.

"How's _that _for scientific-like know-how?" Baloo asked, proudly buffing his fingertips on his chest.

"Hey, easy!" scolded Kit. He picked the book from the floorboard and checked it for bent corners. "I don't want to take this back to the library all beat up."

"Yeesh, kiddo," said Baloo. "It was just a joke! Didn't mean no harm."

"I know," sighed Kit. "Gosh, Baloo, I'm going crazy over here! Leave it to school to drain all the fun out of the best thing in the world."

"What yer doin' is a good thing, Kit, don't get me wrong," said Baloo. "But I get ya... you know and I know that you don't need a bunch of fancy words to understand flyin'. You ain't never seen a bird with its beak in a book."

"Yeah, and you never see them having to wait to get a license, either." Kit looked over his notes morosely, and absently began sketching a bird's wing. "It must be nice..." His face suddenly brightened; he looked out the windshield with wide eyes, beaming with a big grin.

"You okay over there?" asked Baloo.

"I just had a great idea! I'm gonna—" Though bursting to tell all about it, Kit thought twice about explaining. He began to sketch fervently, angling the clipboard out of Baloo's sight. His grin shifted into something more devilish. "Nuh-uh, you gotta wait until it's done. Trust me, though, this project's gonna _fly circles _around the competition!"

* * *

In the Higher for Hire office, Rebecca juggled answering the telephone, covering her free ear, and leaning over the cup of coffee on her desk to save it from the dust snowing from the ceiling. The pounding noise from upstairs was relentless; Kit had brought in a large bundle of materials, raided Wildcat's toolbox, and had been working busily all day behind closed door.

"What? I'm sorry? I can't hear—hold on!" She lowered the receiver and cried out, "Kit, have mercy! I'm on the phone!"

"Sorry, almost done!" he shouted back.

Back to the telephone: "Hello? Are you still there? Hel—oh, good grief!" She slammed the receiver down and glared at the ceiling. There was at last a silent reprieve. "What's he _building _up there, a suit of armor from scratch?"

"Got me," said Baloo. The big bear leaned forward in his easy chair and set a record in his phonograph. "Some big idea, that's all I know. We ain't allowed up there while he's workin' on it."

"He's certainly absorbed in it... I just wish he could absorb more _quietly_. And all that stuff he brought in today! I had to give him ten dollars this morning to cover his expenses."

"You forked over ten clams, just like that? How do _I_ get in on that racket?"

"Oh, hush. I'm thrilled that he's finally inspired about learning; you should be, too. He's serious about this, Baloo. This could open a whole new door for him, good grades and maybe even a college degree some day! Imagine the possibilities."

The pounding noises resumed promptly. The windows seemed to rattle.

"But today, the possibilities need to take it outside," Rebecca cringed. "I can't take much more of this!"

"I got it taken care of, watch," said Baloo. In a moment, his favorite _No Banana Boogie Woogie Blues_ record was roaring at full blast.

"Are you crazy?" shouted Rebecca, fingers firmly plugged in her ears. "_That's _taking care of it?"

"With any luck, he'll start hammerin' to the rhythm!" He turned the music off quickly, though, as judging by Rebecca's clenched fists and deadly glint in her eye, she was close to doing some hammering of her own. "It was just a thought," he mumbled.

Just then, Kit ran down the stairs, arms full with a contraption wrapped and hidden under a sheet. "The room's a mess, Baloo, but I'll sweep up later!"

Rebecca and Baloo rubbernecked to see if they could recognize any shapes or clues, but they had no such luck. "Whatcha got there, buddy?" asked Baloo.

"First prize, but can't tell you what yet! Wish me luck!"

"Good...!" The door was already slammed and Kit was kicking dust down the street. "... luck," Baloo said. "Guess I'm solo for that pick-up today."

Rebecca flopped back in her desk chair and sighed. "Some peace and quiet, at last!"

"Huh. The way you got him steered into this thing, I wouldn't be half surprised if he's puttin' together his own do-it-yerself airplane and gonna do a Baloo Corkscrew for his pals."

Rebecca took a sip of her coffee, but paused, glancing up toward where Kit was making all that clamor. "Do they _make _those?"

"'Course not," chuckled Baloo... but then he frowned, considering just how excited the boy was acting. "They better not."

* * *

On a solitary and grassy hill near the great cliffs of Cape Suzette, Kit giddily unraveled and suited up in his project for its first experiment: a set of wings, bat wing-shaped and fitted to his arms length, made of a slim metal frame, wires, and sailcloth, all strapped to his hands, chest and waist.

He stood for a moment, arms and wings reaching from end to end, admiring his handiwork. The push of the breeze caught him by surprise, making him take a step back. He gave both sides one strong flap, and felt the weight, if only slightly, ease off his feet. "Awesome," he whispered.

Over the cliffs, a flock of geese flew in a V-shaped formation, and he watched them, jogging around the hill, timing his flapping gestures with theirs. An audacious grin crept across his face as readied the last two accessories, a pilot's scarf twirled around his neck and goggles set over his eyes. He crouched into a racing position, facing downhill.

"Ace test pilot Kit Cloudkicker takes the runway! He will be the _first _daring aviator to fly just like a bird! Only as a precaution, he checks to make sure all his controls are working..." He gave it all one last flap and held on tight. "A thumbs-up and it's a go! We have contact! We have takeoff!"

Off he went, running down the hill as fast as his feet would carry him, stumbling and flailing the device on his shoulders like a chicken running from the chopping block. Apparently the birds were more coordinated than met the eye.

With one last great leap, he took to the sky! He shouted with delight, the wind under his arms, gracefully ascending away from the bonds of the earth... for about three seconds... then he was face-first on the ground, mowing the grass with his nose, and tumbled the rest of the way downhill, coming to a slow, sliding stop in a twisted mess. His goggles were around his left ankle.

"Ace test pilot Kit Cloudkicker," he moaned, "really _stinks _at flapping."

* * *

It was back to the hilltops for Kit, but not back all the way to the drawing board.

He took his scrapes and bruises in stride, dignified in the fact that he was willing to take on this dangerous task with unflinching courage... but moreover that not a soul on earth had seen him eat dirt and could prove a thing.

"Speed is what I need," he muttered. Undaunted, he had straightened out his winged harness and stood at the edge of steep precipice that led down into a very forested valley of tall trees. He took a deep breath and fitted his goggles over his face again.

All the sudden he heard a faint whisper about his ear; it was Baloo:

'_Now now, Lil' Britches, ya know better than to sneak off for a dangerous stunt like this. Why I'd be beside myself if I knew what you were up to. If ya break yer neck, I'm gonna hafta ground ya 'til yer thirty.'_

"Gosh, I kinda feel guilty now," Kit thought. He flipped the tail of his scarf high over his shoulder. An eagle screeched in the distance. The sky awaited_. _"Okay, I'm over it."

With a few paces backward, Kit cried out and charged into the thin air... and went straight down. The echo in the valley sounded something like this:

"Aaaaaaaauuuuuuuugggggghhhhh!"

The pointed treetops were fast approaching, and from the height he was falling, they may as well had been deadly steel spikes. Kit was about to switch to 'Plan B', his cloudsurfing board, but finally at such speed those wings began to slice through the air, and in a heartbeat, with a turn of his wrists, he was forcibly cast up and over the trees, shooting across the valley as a bow from an arrow!

He gasped and was speechless, for he was truly flying, soaring swiftly with the eagles. He stretched his hands out, beckoning the sky to come further, reaching as if he could grab hold of the horizon...

Then he slowed down, and that wasn't very good at all.

"Uh-oh!" His glide became wobbly... "Oh crud! Oh crud! Oh _ra-a-a-a-a-ats_!" He veered aimlessly into the trees, kicking, screaming, and clawing at the air, and disappeared into an explosion of leaves just a blink before coming to a crumpling halt in the bough of a mighty pine. It wasn't so bad of a crash; once he plucked his lips out of the tree bark, it was mostly a matter of waiting a couple minutes until he could breathe again.

He laid on his stomach until his eyes stopped spinning, when the first thing he saw was a sparrow eying him curiously from the next branch over. '_Twitter tweet_,' it chirped, which in bird-speak translated into, 'Scuse me, what the heck are you doin'?'

He groaned and rolled onto his back... if only he had something to roll onto. Down the tree he went, but luckily (or not) for him, he had many a branch help break his fall. Many.

"Ouch! _*clunk* _Ow! _*clunk* _Oof! _*clunk* _Ouch! _*clunk* _Ow!"

Eventually, he struck earth. From somewhere in the heart of a thick fern, where his feet were barely poking out from the top, twigs stuck between the toes, the withered voice of defiance wheezed a solemn vow: "I... have not even _begun_... to fight... ow."

* * *

By the time he hiked to high ground again, dusk was setting in. From the ledge of a plateau he now looked over the bay, planning his next move. The third time was bound to be a charm. If it wasn't... well, he was going to be stubborn about it anyway and go for a forth, a fifth, whatever it took. He was assured it would work now, that all he needed to do was get used to it.

The speed was going to be a big problem, that he realized. He needed to find a way to keep the wind under his wings.

From his vantage, he could see Higher for Hire across the bay. The Sea Duck was moored at the dock and Baloo was back from the afternoon's deliveries. He thought he should probably pack up and start for home, as it was no short walk back to Higher for Hire, and he didn't want Baloo to start asking questions.

Still, he couldn't help but to think of how it would be to glide there; it would only take but a minute, though it was a long way across... imagining such a daring flight, his feet got antsy to leap and go for it, but reason ultimately prevailed, to the extent that it was likely going to end up in a long, cold swim.

"Maybe next try," he sighed. But he stepped so close to the edge of the cliff that his toes were hanging over, and as he was daydreaming, the soil beneath his feet was crumbling... thus his next try came _much _sooner than anticipated.

"Whoooaah...!"

This time, after a few mid-air tumbles, he was able to straighten himself forward rather quickly, and went gliding over the murky crests of the bay. "Oh my gosh," he cried. "Okay, I got this! I got this!" Looking down at the water, however, with the docks so far ahead, it was dreadfully apparent he had better get ready to hold his nose...

_*smack!*_

... until he crossed paths with a slow, sputtering old airplane that he never saw coming, not until he flattened himself against its side, and when the stars finally faded from before his eyes, he was hanging onto the plane's tail dear life!

The pilot poked his head out of the side window, tipped a glance at Kit and shrieked as if he had seen a ghost.

"Wait!" cried Kit. "Mister! You gotta land!"

The panicked pilot screamed again, and pulled his plane into a steep climb, rolled upside down, and spun around. For what skill he had, he turned the flying tin can he called an airplane into a bucking rodeo bull.

From great height Kit was flung loose, yelped and flapped for all he could, and plummeted straight for the murky bay. He spied Higher for Higher and managed to point himself into a glide, aiming straight for that familiar banner, but he started going faster... and faster...

"Oh no!"croaked Kit. This stop was probably going to require a band-aid or twelve. He darted over the Sea Duck and _crashed_... into something a bit soft.

"Wildcat!" Kit exclaimed. "Oh my gosh, are you okay?"

Flat on his back, the mechanic coughed and wheezed. "Hiya, Kit. What's new?"

"I'm _so _sorry!" Kit grabbed his arm and helped him stand. "I hope no one saw that! Rats, I didn't hurt ya, did I?"

"I don't think so-" Wildcat looked over the garb and contraption Kit was wearing and gasped frightfully. "Kit! Don't tell me..!"

"Wait, I can explain!" He gestured at Wildcat to please keep his voice down.

"Halloween's already here!"

"Please don't tell Bal—huh? It's not Halloween!"

"Oh," chirped Wildcat, and he shrugged and nodded at Kit as if everything suddenly made sense. "Okey-dokey, then."

"Come on," said Kit, pulling him toward his houseboat. "Could you _please _help me? I'll explain inside!"

* * *

Shortly afterward, Kit staggered into Higher for Hire, closed and leaned against the door with a long and tired breath. So far so good, he thought, if but for feeling like he had been run through a laundry wringer.

"That you, kiddo?" asked Baloo, from another room.

"Yep."

Baloo padded in from the kitchen, snacking on a piece of fried chicken. "Got leftovers in back if yer hungry. How's yer project?"

"Er... great! Just fine. Do think you can get me in to see Buzz? I'm pretty sure I'm gonna need something from him."

"I can check tomorrow, if ya want. So where _is _yer top secret experiment?"

"I'm working on it at Wildcat's from now on, and don't bother asking him about it. He's sworn to secrecy."

"Oh, I see! When can we expect the, uh, _grand unveilin'_?"

"Soon! But not yet... I still need more pract—I mean, I still got a few hiccups to work out."

Kit brushed past Baloo to get a bite to eat; when Baloo got a closer look at the boy, he noticed his fur was ruffled, the bill of his baseball cap was bent oddly, his sweater was spotty with mud and... was that grass in his ear?

* * *

Early the next morning, Kit was sitting at the kitchen table, writing between a soggy and hardly-touched bowl of corn flakes and a stack of school books, grumbling over a math assignment due in less than an hour. At heart, it was more of a lesson in criminal justice, being he presently believed more strongly than ever that whoever invented long division should have been tarred, feathered, and marooned on a desert island.

The radio was playing in the background, set to one of Baloo's favorite swing stations. The music, advertisements, and talk went largely unnoticed by him, until a news alert happened to catch his ear:

'_Six people called the police yesterday, claiming to have seen a strange creature fall from the sky somewhere near the bay. Some called it a giant bird, some a giant bat, and one pilot who got a up-close encounter with it said it was a... are you ready for this... an airplane gremlin!'_

Kit blinked. The tip of his pencil suddenly snapped against the paper. "No... way..."

'_... claimed that this creature collided with his plane over the bay, put a big dent in the side, and tried to tear the plane to pieces!'_

By then, Kit's forehead lay against the table. "It had to be something else... it had to be..."

'_The pilot described the gremlin as being green, with webbed wings and big, bulging eyes!'_

"Those were _goggles_, for cryin' out loud!" he shouted, his homework thrown into the air with his hands.

* * *

After school, Kit visited Baloo's inventor friend, Buzz, in the well-guarded heights of Shere Khan's corporate tower. Buzz met him in the first floor lobby and escorted him to his laboratory.

"Thanks again for helping me out like this," said Kit. "Especially on short notice."

"I'm happy to be of service, my boy!" Stepping out of the elevator and into the cluttered laboratory, Buzz looked toward the ceiling whimsically. "Oh gee, I remember back when I did _my _first science project. I had this ant farm..."

As he followed, Kit looked around from side to side; there were giant-sized vials filled with bubbling, colorful concoctions, strewn mechanical parts, and whirring gears and gizmos... but nothing like what he was particularly searching for. "Remember the gadget you gave to Baloo to make him fly like Bullethead?"

Buzz almost laughed. "The rocket pack? Goodness, you don't want _that_, do you?"

"My project's about flying," said Kit, holding out his arms as soaring wings. "It's gonna be about how wings work. I need something with a little thrust. To make a little lift, you know?"

"Hmm, let me think. What's your hypothesis?"

"Uh..." Kit assumed a good posture with his back straight and held his hand level over the top of his head. "About three-foot nine, give or take an inch."

"No no, didn't your teacher explain what a hypothesisisses—er, hypothesis _is_? Heh, try saying _that _five times."

"Oh! Well, I'm sure she did," said Kit. Now that he thought about it, the word sounded just vaguely familiar from class, and there was a long h-word written on the chalkboard recently, but he couldn't pay attention to a lecture and daydream about flying at the same time.

"What _question _are you trying to answer with your science project?"

"Oh, right," nodded Kit. There were really only one question he aimed to answer: 'How does a twelve-year-old finally get to fly without a license?' Although, for now he felt it best to paraphrase it in a different way. "I want to rig it up with some model wings I made, and see how it goes."

"Ah, fabulous! Experimenting the aerodynamic effect of various design modifications?"

"You betcha!" replied Kit. He had no idea what the heck he just answered.

"How much power do you think you're going to need?"

Kit shrugged, coyly. "How much ya got? It's gotta have some kick to it."

"Well, I couldn't give you the rocket pack, even if I still had it. It would bring the school down!"

"Do you have _anything _like it around?"

"Let's see..." Buzz scratched his head and scanned the lab thoughtfully, traversing many years back in memories. "I _might _still have one of the first booster engine prototypes lying around here somewhere."

Buzz opened an oversized drawer at a huge cabinet, delving inside and routing around like he was spelunking a cave. "Ah ha! Here it is!" When he came back up for air, he presented a device that the uninitiated (namely, Kit) would have first thought was a pretentiously-designed fire extinguisher. It was a cylindrical, toaster-sized tank with what looked like a shortened fire hose nozzle at the bottom, a pressure gauge at its top, and a spaghetti-thin wire connected a control stick with a finger trigger.

"What is it?" asked Kit.

"Why, back in the day, this was a top-of-the-line propulsion experiment!" Buzz pointed at the acronym stenciled on its side. "Lifting Engine Apparatus: Flame Binding Light-of-Weight Exhaust Rocket!"

Kit leaned closer to make sure he and Buzz were reading the same thing. "Leaf blower?"

Buzz nodded. "The landscaping people were nuts about it. It didn't have enough _oomph _for the boys in avionics, though. Still, had some kick to it, as you'd say."

Kit considered the size of the device blissfully. It was entirely a perfect fit. "Yeah, that might work! Can I borrow it?"

"For as long as you want, if it means that much to you," replied Buzz. "It's no use to me anymore. First I'll just have to make some safety adjustments to tone it down."

"Adjustments?" Somehow that sounded like a dark rain cloud swooping over Kit's parade. "What kind of adjustments?"

Buzz explained, "It'd be far too powerful for someone your age to tinker with. Plus, this model had an unstable acceleration gyro that made it obsolete. It'd be running at one speed, then poof! Out of control; smoke, fire, the whole nine yards."

"Would I still be able to make faster if I needed to?"

"No, nope, after I'm done it won't do much but idle. But don't worry, it should whip up plenty of thrust to test a sixth-grade airfoil model." Buzz laughed and winked at him. "Unless you're going to pull a _Bullethead _yourself!"

Kit giggled nervously, but then turned away and inwardly contemplated this impending setback. He wanted to beg Buzz to give it to him as is, _poof _or no _poof_, but would not be able to explain why any better to him than he would to Baloo. Ultimately, though, he calculated he still had an ace or two to pull out of his sleeve. "You know, I think that'll be just right! I hate to rush you, but can you have it ready by today?"

"I'll have it ready in fifteen minutes! Sit tight!"

* * *

With much thanks to Wildcat's mechanical instinct that evening, all of Buzz's adjustments to the booster engine were _readjusted _to their original state. Despite a 300-page instruction manual typed in blotchy block letters, its operation was fairly simple: hold the trigger in for ignition, click it shift speed and hold it again for shut-down.

"I don't know, Kit," said Wildcat, watching Kit strap on the newly refurbished winged harness with the engine on the back. "That's gonna be a lo-ot of power."

"Then that's just what I need," Kit replied. "You should've seen me, Wildcat, I was really flying! It was the best! If I can keep up the speed, I can stay in the air practically forever!"

"Baloo might say it's too risky."

"Maybe, but that's why it's hush-hush for now. He thinks the same when I do cloudsurfing stunts, too, but he gets over it... and it's not _he's _never done anything more dangerous, just to show off! But don't worry, I'm gonna have this thing _aced _by the time it's due, and then no one's gonna be able to blow any gaskets."

* * *

'Hush-hush' was indeed the ever-deepening theme behind Kit's scheming, for he lay awake far past midnight until he was certain the heartily snoring bruin in the bed next to him couldn't be woken by a New Year's parade marching through the bedroom. In the cover of night, when no witnesses would be seeing any airplane gremlins, Kit stole out with his wings to the Cape Suzette cliffs.

The bay was pitch save for speckles of silver moonlight, and the glow of the city near the shore. Kit set his scarf and goggles in place and ignited the booster. It whirred loudly to life and sputtered as it rumbled; it took a couple moments for Kit to get used to its weight and constant shaking, and the sensation of exhaust hot and swift at his heels.

"Wow, perfect!" he exclaimed, crouching on the ledge of the cliff. "Time to get this show in the air!" He jumped off and clicked the throttle up a notch, and went speeding over the shadowy bay.

It was working! His wings took to the sky, and he was flying! He hollered yahoo's and yeehaw's for every dive and turn, spun into barrel rolls, climbed into loops, and soared beyond the height of even the cliffs! It was everything he had ever hoped it to be. And those standing in the dark corners of the streets that night looked up, puzzled... where was that screeching laughter coming from?

Crossing over the city, the glow of the streetlights on his belly, he eyed the solemn and looming skyscraper of Khan Enterprises and decided to take a few circles around the unsightly gargoyle statues at the top, simply because he could, unfettered and unstoppable, and that was the best reason of all.

The booster had other plans, however. High over the streets, it backfired with an explosive 'ka-_POW_!' down his backside.

"Yee-owch!" he screeched, but the smoke on his rump became a waning concern once the booster suddenly stalled. He clicked the control button, at a rate which proved that a hungry woodpecker pecking its best had nothing on how fast his fingers could move to save himself, but it was no use. He was going down, but he could still glide, so he did his best to keep his cool and searched for a place to land...

Landing... it occurred to him then that he probably should have put more thought into that detail.

He sped over a quiet boulevard and leaned for the center. He breathed in deeply and chided himself to stay calm, and his mind pulled up all the many pages he had read countlessly from flight manuals about a good landing approach... gear, flaps, rate of descent... unfortunately, with the asphalt coming so close and so fast, the flight manual meant exactly diddly squat.

Just then, the booster fired up at full speed— and made firmly clear who (or what, as it were) was in control of this operation—sending Kit screaming and spiraling ballistically in a long arc, and at the end he plunged haplessly through the top of a idling Catillac convertible.

Starting with his face smooshed into the floorboard of the passenger side, it took a moment for him to wriggle right-side up, and a longer moment for his head to stop spinning. Next to him, the driver, a gruff mastiff in a black suit and fedora, was knocked out cold with his jowls hanging over the steering wheel.

"Oh no!" Kit shook his shoulder, but he did not wake up. "Mister, speak to me! What have I done?"

In a panic, Kit jumped out of the car to call for help. A blaring alarm rang loud enough to wake every polar bear in Thembria, and he threw his hands in the air and surrendered to whoever had just caught him red-handed. "Augh! It was an accident, I swear!"

The alarm was coming from the bank, the front of which the car was parked. A group of burly thugs in black suits came running out the doors, brandishing crowbars and big, round money bags. When they saw Kit staring at them wide-eyed behind his goggles, they drew handguns.

"What the heck is _that_?" one yelled.

"It's that bug-eyed gremlin from the news!" another cried. Approaching police sirens wailed in the distance. "Gah! Look what it did to Murphy in the car!"

Kit backpedaled into the Catillac, which was apparently all Buzz's gizmo needed for a little jolt. In a blink, Kit blasted off straight skyward, leaving behind a pillar of smoke and intelligible curse words fading in the air.

He wound up at last on the roof of an apartment building. The bank was hardly in sight anymore, but there were plenty of flashing red and blue lights in the area. He slid out of the harness, climbed down from a fire escape and ran home... that was quite enough for the night.

* * *

Rebecca came to work earlier than usual that next morning. She had barely pulled her key from the lock when Kit hurriedly stumbled down the stairs in a sleepy stupor, still in his nightshirt. The boy jumped over the railing halfway and spilled ungracefully on the floor, and ran to the back before Rebecca could as much as utter a 'hello'.

She followed him into the kitchen, puzzled. She found him with his ear to the radio, before it had even warmed up; his eyes were red and heavy like he had not been asleep for long. "Kit? Is everything all right?"

"Miz Cunningham! Did you get today's paper?" He saw she had it rolled up over her purse, snatched it without invitation and spread open the front page over the table.

"I beg your pardon," she scowled. "What happened to manners?"

"Sorry, thanks." Kit had to lean in close to the paper, his sight was still a bit fuzzy. But the headline was in big, bold letters: 'Bank Heist Foiled!' There was a grid of mugshots of all the thugs arrested, under which was a secondary headline: 'Burglars Blame Gremlin!'

"Oh, wow," whispered Kit, gawking at the words printed before him. He skimmed as far as the sentence that read:

'The suspects claimed that the mysterious winged creature sighted by some yesterday ruined their escape by thrashing their getaway car and mauling the driver.'

He couldn't believe it. "_Thrashing and mauling_?"

"Boys..." Rebecca rolled her eyes after seeing what he was obsessing over. "I wouldn't get excited about seeing a _gremlin _anytime soon, Kit. Hoodlums like that are born liars." She picked up the paper and read aloud certain phrases describing what the burglars saw: "Disappeared in a puff of smoke, stronger than ten bears, big fangs and claws, bug-eyed face..."

Kit's nose wrinkled at that. "_Who's _bug-eyed?"

"I'm sure you have more important things to think about, anyway," said Rebecca. "The Leeks' event is coming in two days. How's that project coming along?"

"You could say that it's really taking off," Kit replied, deadpan.

* * *

Kit spent much of the late afternoon with Wildcat in his houseboat, tinkering ad nauseam with the booster engine.

It was mostly Wildcat doing the work, of course. Aside from readily handing him which ever tool the mechanic needed (and for how desperate he was, Kit would have run all the way to Badda Bing and back for a pair of piers if requested), Kit watched worriedly and helplessly as if having to watch is best friend undergo surgery.

Though, most operating rooms probably wouldn't have the surgeon absently singing: 'The thingaling's connected to the... whatsit! The whatsit's connected to the... thatsit! The thatsit's connected to the...'

It was time for the moment of truth. Wildcat had just tightened the last screw into the tank, after having taken every piece of it apart, scouring it all for defects, de-gunking the tubes and re-oiling the fans. Finally he gave the ignition a go...

Kit fingers were crossed. He couldn't brave to look...

There was not one sputter about the whole contraption, but only a steady and smooth purr. Wildcat had to jump on the tank before it slid across the room, with the swift jet of exhaust knocking over a lamp and kicking up a cloud of dust from the floor.

"Awright!" Kit jumped and danced victoriously. "Wildcat, you're a genius!"

"I _know_!" he beamed, and they slapped a high-five.

* * *

Once again, Kit snuck out with his flying harness in the dead of night. This time, however, he was adamant that there would be no 'gremlin' seen in the city... he traversed in the cold darkness farther across the cliffs than he had gone before, hiking double-time to make up for the extra distance. The moon and stars were veiled by overcast clouds, and it was darker and colder than usual; fog blew from his mouth with every panted exhale.

With the school science event only the day after the next, he was feeling the pinch of the deadline. He had not wrote a lick for the report portion, for one thing, or given much thought on how he wanted to actually present his idea. And what in the world was that h-word, again?

Most of all, it was the deadline of having an excuse to secretly use this contraption, to finally get it working without any painful bumps, before someone put a halt to it.

Still, he fully expected to receive the blue ribbon and the adulation of an awe-struck audience, especially considering the things he heard other students were doing: Model volcanoes? Laughable. Growing mold on bread? A push-over. The Vandersnoot kid was doing something with horseshoes and magnets, and was putting an awful lot of effort into it... the poor soul was probably going to be crushed.

Kit cackled under the moon thinking of it all. He was exhausted, a bit sleep-deprived lately, but excited, for he was going to be a legend.

There, on the edge of the Cape Suzette cliffs, with the harness donned and ready, and the booster running flawlessly, Kit spread his wings proudly, avowing to the sky stretching over him that he would go higher, faster, and farther than ever before.

He gave the control trigger a single click. The booster made a whirring sound, and it got louder... and louder, very quickly...

_*POOF!*_

And then, in a bright flash of flame, he had lift-off! Not the graceful leap and soar he was thinking of... more of a very sudden, uncontrollable blast. And he shouted... not a daring cry of courage, more of an _'Oh my gosh I AM GOING TO DIE!'_ shriek into the night sky.

Before he knew it, he was flailing over the open ocean, father and farther, higher and higher. Then the booster stalled and was stone quiet. Hurling through the cold air, Kit determinedly stretched his arms out as much as he could, and gained some semblance of controlled glide, but he was wobbling fiercely. A glance back and the view behind him was frightful, the cliffs were hundreds of yards away.

Kit stifled his panic with a gulp; it felt like he had swallowed gravel. He dipped around back to the cliffs, telling himself repeatedly, "I'm gonna make it, I'm gonna make it..."

The standard flight manual covered emergency landings, and the eye of his mind was zeroed on the page about sustaining a glide when the engines failed. It helped to keep him calm. He followed its instructions as well as he could, trying to stay level while not slowing so much as to start falling. His arms were soon growing terribly weary, however, and the cliffs were still too far away.

"I'm gonna make it," he wheezed. "I'm gonna—aw, dang it, who am_ I_ fooling!"

No one knew where he was, no one could help him. His heart thumped so that it was drumming in his ears. There was nowhere to go but down, and start swimming for his life a very long way.

He was about to let go of the wings and wriggle out of the harness in mid-air, to ride his board down to the sea, but barely peering from the darkness he spotted a boat! It was a big one, too, and it was slowly rocking toward the city. He could just see a string of dimly glowing round windows on its broadside, and made an areal beeline for the deck.

"I _am _gonna make it!" shouted Kit. "Whoo-hoo!"

As it came into view, the boat began to look somehow familiar, though he couldn't quite think how. It wasn't until he skimmed over the vessel's deck that it became apparent, with a dozen aerial rotors lining the sides of the deck, the wind-sail rudder at the far end, towering as the fin of a preying shark breaks the surface of the sea.

He had just crash-landed on the Iron Vulture. Not that he had a lot of time to take in the view, or that it was much of a landing at all... he skidded and tumbled crosswise over the deck and slid over the starboard side, the only thing saving him from the drink was catching onto a barred brig window on the ship's great broadside... of which its purple color was sloppily covered by splashes of what looked like black paint.

It wasn't hard to imagine what kind of scheme was being played out on behalf of Captain Don Karnage. On that dark night, with the engines quiet and every light inside and out shut off or dimmed to barest of necessity, the sky pirate flagship was stealthily drifting toward Cape Suzette. It was already much nearer to the cliffs than it usually drew, and the artillery cannons of the cliff watchmen were silent. The ship was inching by right under their noses.

"If _this _isn't a fine how-do-you-do," fumed Kit. He pulled himself onto the sill of the circular window and took a look inside. The brig was empty and the gate was ajar. Then he considered his options, and frankly, they all stank. He could jump in the ocean and swim for it, freeze and lose his wings while he was at it, he could wait idly until the Cape Suzette cannons inevitably opened fire on the ship and fed his hide heaping servings of red-hot shrapnel, or he could sneak about the ship and try... well, _something_.

The bars on the window were not intended for a child's stature, and Kit was ultimately able to squeeze through, but he had his work cut out for him. As the ship swayed and rocked in the churning crests, he almost lost his balance while squirming out his winged harness, and he made sure to toss it inside first. For all the work he put into it, and all the promise it held once the gosh-darned thing _actually worked _like it was supposed to, there was no way he was going to ditch it so easily.

And so, cradling his precious contraption cumbersomely in his arms, he set off with light steps into the chilled and dark corridors of the Iron Vulture...

* * *

"I can't see nothin' around here!" griped Mad Dog. He was dragging a long belt of ammunition for his attack plane, plodding down stairs of a catwalk.

Hacksaw was right behind him, with a heavy metal barrel on top of his shoulder, sniffing at the air about him for any intruders. The barrel he carried was marked with a crudely dawn chalk image, skull and crossbones; it wasn't a Jolly Roger, it was a warning. "Wha—what if it comes to get us? We won't be able to see it!"

"Will you shaddup already? It's all everyone's been talkin' about! For the last time, there ain't no gremlin!"

Tucked hidden in the shadows behind the stairs, Kit listened with mouth agape, wondering just how far and wide the gremlin rumor has spread already.

"You don't _know_," squeaked Hacksaw. "They say it just comes outta nowheres! Like a ghost! An' it's got big drippin' fangs, an' a bug-eyed stare that'll turn ya inta stone!"

"Goggles, _goggles_!" Kit growled. He promptly put his hands over his mouth, realizing he may have been a little more indiscreet than was good for his health.

"What was that?" asked Hacksaw, startled. The barrel slipped from his shoulder and he caught it in his arms. "Did ya hear it? Did ya, huh?"

"Hey, easy with that thing!" cried Mad Dog. "What are ya tryin' to do, blow us up?"

Hacksaw wasn't listening; instead he let out a heavy and frightened gasp, turning an about-face toward the stares. "Here, hold this!" he hissed, and suddenly pushed the barrel into Mad Dog's chest. Mad Dog, in turn, only got to utter a brief _'what the—!'_ in protest before he stumbled over backwards, and in a squishing _*thud!*_ was pinned down to the ground. "There's something there," whispered Hacksaw, sniffing the air as he approached the stairs. He leaned far down and squinted to see what he could in the shadows. "I smmmmell it..."

The litany of curses words spewing from Mad Dog's yap were muffled in angry grunts, until he finally rolled the barrel off of his chest. "You dummy," he wheezed. "The boss is gonna have our pinkies if we don't get this to the hangar an'—wha'?" But then, he too heard strange noises. Somebody, or something, was definitely stirring in the shadow. He huddled up behind Hacksaw's shoulder. "But there ain't no such thing!" he said, though his tone was uncertain.

Hacksaw tiptoed ever so slowly, his eyes fearful and bulging and tongue dropping over his chin. His shaky hand plucked one of the stick of dynamite he carried attached to his armbands, but that was quickly snatched away by Mad Dog, followed by a dirty look. "Wait, you dope! Yer gonna set the barrel on fire!"

More rustling sounds came from under the stairs. Mad Dog and Hacksaw stopped, frozen-like and silent. After a moment, Mad Dog gulped and said, "Who-who's in there? Quit messin' around! Jock, that better not be you!"

They waited a beat, no one replied. The rustling noises had stopped.

"It's... _it_," Hacksaw exhaled.

"M-maybe it's gone," said Mad Dog.

"It's gonna turn us inta _stone_," squeaked Hacksaw, shrinking back.

"Hey_, you _wanted to go see, so _go see _already," said Mad Dog, nudging Hacksaw forward.

Just then, Kit jumped out in front of them, goggles, wings, and all, and threw his arms in the air. "Boo!"

Hacksaw and Mad Dog shrieked like little girls and ran for their lives. The stretch of catwalks and corridors through the ship were filled with clatter and clanks as the two kept running each other over, shouting for the captain.

"Whew," sighed Kit. "That worked." He inspected the barrel they left behind, and it reeked of gunpowder and gasoline. It was no wonder why Mad Dog was making such a fuss over it, had it exploded it probably would have blown a chunk out of the airship.

Kit scurried to the nearest air duct and crawled inside. In his ample spare time during the days when he was part of the pirate crew, he explored and learned the maze of ducts so well that he could go nearly anywhere on the ship without putting a foot on the floor. Within minutes, he had crept and slid down the ship until he came to a grate at the bottom of the hangar.

Looking out, there was a flurry of pirate feet running around everywhere. Some were gathered around their planes, pushing them to certain positions around the floor. Others were running to and fro, and questionably they didn't even know what they were supposed to be doing. In addition to their CT-37 attack planes, they had three larger, built-from-scrap seaplanes lined up to board the big lift at the back of the hangar that would take them up to the flight deck for takeoff. There were also more barrels, dozens of them. One by one, they were being loaded by Dumptruck and Hal into the hold of the seaplanes.

The entire scene was noisy and chaotic, with a viable traffic jam amongst the planes. Pirates were shouting orders and insults at each other at every turn. Even during his stay with the pirates, Kit never saw the hangar so crowded... they must have had every crewman and plane in stock on the ship. It was crowded enough that they had to use the ship's huge bomb bay doors as floor space, where those barrels not yet on a plane were bunched together.

As for the details of their latest dastardly plan, Kit heard a few tidbits here and there from different pirates passing nearby:

"_This is nuts... sail between the cliff? We'll run right into 'em! It's darker than a coal miner's lunch box outside!"_

"_When those bombs hit the runways... I can't wait! Ha! All Khan's fighters sittin' there, they won't be able to touch us!"_

"_I heard from the bridge, we're almost bloody there! The cap'n was right, they ain't seen us yet! Tonight's the night!"_

"_Hurry up! Those planes gotta be on the deck by the time we hit the cliffs!"_

"_Gremlin! Gremlin! It's he-ere!"_

That last bit of frantic speech was from Hacksaw, who along with Mad Dog was coming unglued trying to explain to (a very angry and annoyed) captain Don Karnage what they had just seen.

Though Kit could scarcely hear them beyond the noise and clutter, he could see the conclusion of the matter well enough. Karnage grabbed them by their ears and clunked their heads together, then resumed barking orders to the crowd at large.

Kit backed away from the grate, took a deep breath and thought about what was about to happen. All those homemade bombs and Karnage's fondness for big explosions... and they were on the brink of launching the attack. Baloo would be there sleeping, if one of those bombs were to hit Higher for Hire... it just might wake him up. Or worse.

He had to stop them, somehow warn the city in time, and get off the ship... it was just a matter of ironing out that minute detail of _how_.

* * *

From the Iron Vulture's bridge, Don Karnage stood at the front window, a dark grin on his face as he caressed the tip of his cutlass. The glow of the city lights and the flicker of a lighthouse in the Cape Suzette bay, seen between the gap of the cliffs, was their beacon.

"How much time?" Karnage asked Ratchet, who was behind him sorting through a myriad of carefully plotted maps strewn across a table.

"At this rate, we'll be under the cannons in about ten minutes," Ratchet replied, checking a stopwatch.

Karnage rocked on his feet a bit, the fur on his neck tingling in anticipation of all the wonderful looting lying just moments ahead. "I _told _you I would be back, you simple-headed city!"

The captain spun around, sheathing his sword and kicking out his coattails in a flourish. "Those morons asleep, all snug in their beds, while visions of plunder dance through my head!" He cackled and rubbed his hands together. "I like that, yes. Scotty! The _very instantaneous instant _we are between the cliffs, full power!"

Jock sighed and signaled 'okay,' having heard those directions about every thirty seconds or so anytime the captain was on the bridge.

Karnage continued gleefully, "Ha ha, we have them! They have no _way _to stop us now!"

Abruptly, with a_*snap*_ heard throughout the ship, every remaining light went out, leaving every pirate in pitch blackness. An uproar of panic from the hangar immediately followed.

"Quiet! _Quiet_!" shouted Karnage, at the top of his lungs. "Ratchet! You nincompirate, what happened!"

"I don't know...! That wasn't no blown fuse," said Ratchet. "We just lost everything! This ain't right at all!"

Karnage kicked and swung his fists aimlessly toward Ratchet's voice. "Then what are you standing there for, find out!"

After a blind and clumsy scramble for flashlights and lanterns, Ratchet, Karnage, and several others raced the length of the ship to the generator room. In the cramped space, amidst all the churning pistons and whirring gears, they found cords and cables pulled from their sockets of the electric generators lined against the walls.

"Jiminy, do you know what this means!" cried Ratchet. "These things don't fall out by themselves. And all at once, gah!"

"How did this happen," demanded Karnage. Then Gibber whispered something in the captain's ear. "_What _is a sab-o-turd?"

"He means five flippin' minutes from Cape Suzette, and someone on board's tryin' to wreck us!" said Ratchet, as he hurriedly clamped all the cords and wires back in place.

Karnage's mouth flew open in disbelief, but fiery wrath soon filled eyes, his teeth gritted, fists clenched, and he snorted like a bull. He was speechless, but growls rose from his breath, and he glanced hard at every pirate around him, one at a time, with accusation and suspicion.

It was perhaps the worst time ever for Hacksaw to peak his head in the door and say, "Someone... or some-_thing_!"

As quick as lightning flashes in a roaring hurricane gust, Karnage had Hacksaw against the wall with the tip of his cutlass poking his neck. "What do _you _know about this, you blathering blockhead?"

"It wasn't _me_," pleaded Hacksaw, quaking. "I-I was just sayin', it was prob'ly...it!"

"It?"

"The _gremlin_!" said Hacksaw.

An startling alarm suddenly blared through the ship, and red warning lights flashed in the halls. The bomb bay doors had been opened! Immediately the Iron Vulture began to wobble, and they could feel in their knees a terrible sinking sensation.

"_Shut those doors_!" screamed Karnage. With him leading the charge, the group galloped through the corridors toward the bridge.

Just as they rounded the corner onto the hangar floor, Karnage stumbled in the rising flood, and fell nose first into the knee-deep water. Then, gunfire! A cracking storm of bullets burst against the ship's iron walls. "Somebody close the—_grk_!" cried Karnage, sputtering and gurgling as he tried to pull himself up from the cavalcade of pirates tripping over him.

Jock the helmsman finally got around to throwing the switch, but as the alarm halted and the bomb bay doors slowly reversed and closed, Karnage dreaded what damage was already done to his ingenious plan. He staggered to his feet and wiped the water from his eyes, saw everyone standing haplessly in the flood, pointing muskets and pistols at the ceiling, the planes floating aimlessly about on their pontoons, and worst yet, most of the explosive barrels were lost, presently sinking to the bottom of the ocean.

When the pirates in the hangar saw Karnage, they began shouting at once and pointing toward one of the catwalks overhead. Karnage, however, gazing with lament over the impending ruin of his scheme, was hardly listening.

"We saw it," one exclaimed. "The bloody gremlin! Holy cow, it really is on the ship!"

"It was runnin' away from the bridge," another said. "Tiny ugly sucker with wings! Gazooks, did ya see how fast it was goin'?"

"What are we gonna do, capt'n?" asked second mate Will. "We took on too much water to move, an' if we try to take off, they're gonna hear us coming!"

"Quiet you," said Karnage, cupping his head as he paced around. "Quiet _all _of you! I am deep in the genius thinking process!" The pirates carried on with their excited shouting about the gremlin. "I said..." Karnage filled his lungs to the very brim for the next shout: "_**Quiet**_!"

It quickly became silent in the hangar. But if only for a second...

The loudspeakers on the ship clicked to life and hissed a soft static. The pirates looked around, dumbfounded... Karnage was the only one to ever use the loudspeakers, and he was standing right in front of them. They heard an odd scratching sound, like a phonograph needle on a record.

A heavy salsa beat boomed through the ship, congas, maracas and the humming of a flirtatious female voice, and behind his red fur, Don Karnage turned pale as a ghost. Not that he was one to be shy, but, with all the surprised and questioning stares he was receiving, by the time the lady had sung through her first _'chic chica boom chic!'_, if he had a pile of sand handy his head would have been buried in it.

Mad Dog began to bob his head and shoulders to the beat. "That's kind of catchy, boss."

In reply, Karnage slugged him in the nose. "Find him!" he roared. "Find _it_, who cares! All of you! Find him now!"

And thus all of pirates scattered, with many a war cry and 'yarr!" going around, and with Karnage sprinting with particular fervency to his quarters to perhaps annihilate his phonograph.

Within moments the hangar was empty, with the crew gone to ransack their hearts out, with the added bonus of having a loud, tropical musical score to raise chaos by. Kit dropped down on a catwalk from an air duct, sweating and panting, but his little marathon run around the ship had paid off. There in the flooded hangar, he eyed the one seaplane that floated just above the lift, with no one guarding it... a huge grin spread across his face. The plane needed a pilot, and he needed a way off the ship; a match made in Heaven.

* * *

The first thing Karnage did when he got to his quarters was yank the record from the phonograph, finding that someone had come in and rigged quite an arrangement of his items. The desktop microphone he used for the loudspeakers was propped on a stack of books, right next to the phonograph's speaker horn. The footlocker that he kept his records in was left wide open, though not ransacked... someone knew exactly where to look.

His eyebrows knitted, he was dumbfounded completely. There was no one brave enough on his ship to snoop through his belongings; who would have had the time without him knowing? The last person he suspected to have ever snooped in this things was... ancient history, Karnage thought, not even going to think of that traitorous whelp by name. The pirate crew was talking of gremlins, but he knew better, this was familiar territory. He had a new back stabber to hunt down.

"So close to Cape Suzette, and every stinking time this happens to me!" he fumed, darting around his room to look for anything else out of place. Then he threw his arms in the air and pleaded toward the ceiling, "Give a pirate a break, will you!"

A big group of pirates bolted passed his door, and though their shouts were mostly unintelligible, they sounded like they were on to something. Karnage ran to the door to meet them. "Wait, what is going on?"

Ratchet had just rounded the corner, running his direction. "Cap'n! One of the planes is bein' lifted to the deck! It's not us doin' it!"

"And _why _did no one tell _me_?" the captain wanted to know.

"That's what I was comin' here for!"

"Then why are you wasting time looking for me!" yelled Karnage. "Get _up _there, you monkey-brained moron!"

* * *

Kit pushed open one last hatch, and he was at the flight deck. It was raining in sheets by then, but aside from the water lashing against the deck, the night was still quiet and the Iron Vulture remained undetected before the cliffs.

The seaplane was there, on the lift, and ready to go. Once he had climbed outside, taking careful measures not to damage his wings, Kit made a beeline for the plane and climbed in the side door, but only to suddenly come nose-to-muzzle with two muskets!

"Yiiiee, it's here!" screamed Mad Dog. "Gremlin!"

"D-don't let it look at you!" stammered Dumptruck, and they both clenched their eyes shut and squeezed their triggers.

"Yipe!" yelped Kit, and he dove back on the deck floor, just as the musket blasts grazed his hair.

"D-did it turn us into st-stone?" quivered Mad Dog.

"Der... I don't t'ink so," replied Dumptruck, thumping his stomach.

Kit raised his head to find more pirates running and closing in fast, with several muskets pointed at his face. "Oh, _shoot_!" he cried, jumping to his feet and diving back inside the plane.

"_Shoot_!" ordered Karnage.

The pirates fired a round each, blasting the deck and the side of the plane, popping its landing gear, and shattering its windows. As they waited for the smoke to clear, keeping diligent aim, they heard a ruckus from inside, then movement at the bottom of the door!

It was only Mad Dog... at least his arm... waving his white headwrap as a flag of surrender.

"You knucklebrains!" yelled Karnage. "Where is he?"

"Oh no, it disappeared," Ratchet gasped. "It's gonna get us all!"

"Shut _up_," yelled Karnage, cuffing the mechanic on the head. "Shut _up _shut _up _shut _up_!"

Mad Dog and Dumptruck fell out onto the deck, when Dumptruck noticed something peculiar on the ground next to him. Goggles. "Wait der cotton pickin' minute," he said, showing the goggles to the captain. "Dat gremlin was wearin' dese!" Dumptruck fell deep in thought, as a master detective contemplates a mysterious clue. He gasped as everything was instantly made clear as day: "It must need 'em to cover der big bug eyes!"

Karnage wiped his hand down his face, kicked the big mastiff aside, and leapt into the plane himself. There was a quick scuffle, and with a mighty heave he tossed the intruder out on the deck.

The pirates recoiled, regarding the strange winged creature with awe and fear.

"Pick him up," seethed Karnage, pointing at Mad Dog and Dumptruck. They were reluctant at first, but Karnage's tone was like a teakettle boiling over, and when he drew his sword, nothing about being turned into stone seemed so scary. They took Kit by the arms and held him up.

"So here is your estupid monster, in his fake wings," said the captain, wiping the rain from his eyes as he stepped close to see the intruder's face. "You mutinous moron, have you any idea how many pieces I will tear you—_**boy?**_"

The cutlass slipped from Karnage's hand. His jaw would have hit the ground with it had it not been hinged to his face. "_You?_ How did you...? How...?"

"Who, me?" asked Kit. "I was just passing through, honest!"

Karnage looked Kit over up and down, that ridiculous getup, and the more he tried to even vaguely make an ounce of sense of all that had happened, and who of all people was responsible for it all, the more maddening it became. He grabbed Kit by the collar of his sweater with both hands and jostled him. "Never mind! I don't know where you came from, but would you care to guess where you are _going_!"

The booster pack spontaneously growled to life and began to whir. Kit braced himself and shut his eyes. "f I had to guess? Up!"

_*ka-boom!*_

Kit blasted off with a holler and a bright flash, briefly lighting the top of the Iron Vulture like a flare, and leaving Karnage and the others blinking and coughing with charred fur. At last the cliff cannons open fired, and the water behind the Iron Vulture erupted with great splashes. Air raid sirens rose in the distance... not to be confused with the rising cry from the Iron Vulture's captain: "_Noooooooooooo_!" The pirates were about to have a whole lot of company.

As for Kit, he veered through the cliffs, spinning like a football on a long pass, and he splashed in the middle of Cape Suzette's bay... and sank.

He stroked and kicked with all his might, but kept sinking, his wings were a deathly grip pulling him down. Quickly he shook himself free of the harness, and his wings were forever lost to the depths. He bobbed to the surface and gasped fiercely for air. The bay glimmered in the flashes of muzzle fire from the city's attack planes.

By the time the Iron Vulture was in full, speedy retreat high and away from the city, with the cliff cannons firing liberally after it, Kit finally reached the Higher for Hire dock and swam to the rocky shore below it. He coughed, spat, and shivered, and sat limply against the stones, catching his breath.

"G-gosh darnit," he sputtered. "My wings! What am I gonna do now?"

Then, curse the luck, he heard: "Ki-it! Kit? Where are ya?"

"Oh, _great_," muttered Kit. He peered out from under the dock and saw Baloo outside of Higher for Hire, umbrella in hand, shouting his name. "You can hear him snore all the way to Krakatoa, but a couple little cannons start shooting and suddenly he's a light sleeper!"

The thought did not escape him to hunker down where he was until he could think up a whopper of an alibi, though he would be a frozen blue bear-cicle in another moment. Then he saw Baloo dash inside the office, obviously panicked. Kit cringed... the depth of the bay was nothing compared to how deep he felt he was sinking now. So, like a brave prisoner marching to the scaffold, he gathered his mettle plodded to the door.

Baloo was pulling on his raincoat in a big hurry, and so far he had it upside down and over his head.

Kit quietly stepped inside and cleared his throat, quite nonchalantly. "You calling me, Papa Bear?"

"Kit! What'n—it's after three and pourin'! Yer soakin' wet! What in blue blazes were ya _doin_'?"

"Pirates just tried to invade!"

"I _heard_," Baloo scowled. "That don't answer my question."

"Oh... I guess it doesn't," said Kit. Under Baloo's interrogating gaze, he thought carefully about his next choice of words. So he came within a cat's whisker of getting himself killed a few times. Perhaps Baloo would understand the overwhelming love for flying and overlook all the reckless danger he had been putting himself in. Perhaps Baloo would commend him for a valiant effort in stopping the pirates from attacking the city. And perhaps he could flap his arms and fly to the moon... he was going to get his ears pinned back no matter what. "I just went out to, uh... I thought I heard... well..." He shrugged and sighed. "Trust me, we'll _all _end up much happier if we go back to bed and pretend you're dreaming right now."

The deep furrowed brow on the big bear's face told him it might be wise to just confess and get it over with.

"All right, don't get mad, I'll come clean," said Kit. He rubbed the back of his neck nervously, and stared at his feet. "The honest to goodness truth... you know that airplane gremlin in the news lately?"

"Oh, _I _get it," sighed Baloo.

"You would've tried to stop me if I told you, but I've been—wait, you do?"

"Aw, kid, what are ya thinkin', ya got school in the mornin'," said Baloo, and he shooed the boy up the stairs. "Now hurry an' dry off before ya catch cold. You're not seein' any gremlins out there tonight."

"Catch... cold?" thought Kit, aloud. It donned on him, pleasantly, that he wasn't quite cornered yet, and he just might be able to duck out of the whole science fair and perhaps buy himself enough time to explain everything away. "Oh, right! No more gremlin watching. I wouldn't want to get sick." Going up the stairs to bed, he made sure to sound off a few conspicuous coughs, and a sniffle for good measure.

* * *

Come Friday afternoon, Cape Suzette Elementary's gymnasium was buzzing in a sea of proud parents and faculty meandering through isles of tables decked with various science projects. In the far corner of the sixth grade section, there was an exhibit that was strikingly simplistic from the rest, a boy and his ant farm.

That boy was there mostly because the world had become a cruel and callous place where no one would believe a simple fib about being too sick to go to school. _'It's just butterflies in yer belly,' _Baloo had said of it. _'Yer gonna do just fine today, I know it!'_

'Just fine', however, was not the general consensus of concerned observers that day. Baloo and Rebecca could hardly keep their jaws hinged as they gazed incredulously at Kit's entry in the competition. Kit would not look them in the eye. The written report of the experiment, scribbled on a piece of notepaper, read:

_Q: Can ants live overnight without eating?_

_A: Yes._

At length Baloo spoke, rubbing his chin. "Well, it's not a _bad _ant farm. It's got ants in it, at least!"

"Kit..." Rebecca was having a _lot _of trouble getting her mouth to form words. Her eyes appeared to be bulging a little. "After all the work I thought you put in, after the moneyI gave you, _this _is what you have to show for it? It looks like you just picked up an ant farm yesterday and set it down here!"

Arms crossed, Kit was angry, sulking and silent. He had half a mind to congratulate Rebecca on her remarkably accurate guess on the previous day's events.

Principle Pomeroy was next, and he was furious. "Cloudkicker, was this your idea of a joke? Are you trying to embarrass us in front of the scientific community?" When Kit only stared straight ahead in reply, Pomeroy nearly popped a vein over his left eyebrow. "Well ve-ery funny! Maybe a month of detention will give you a more tasteful sense of humor!" He gave Baloo a dirty look. "I should've known _you'd _be involved!"

"Yeesh!" huffed Baloo, gladly stepping aside for the principle as he stormed off. "Do _I_ have to stay after class, too?"

Then Buzz was there, squeezing though the crowd. Kit watched his approaching like a deer blinded by the headlights of a speeding truck. "Hi guys! I just had to come see how—uh, _ants_? What happened to the booster engine, Kit?"

"Booster engine?" wondered Rebecca. She saw Kit was frantically gesturing zipping motions over his mouth, pleading for Buzz to keep his beak shut. Nothing suspicious about that, of course. "What are you talking about?"

While Baloo and Rebecca listened shocked and speechless to Buzz's explanation, Kit shrunk back... and started sidestepping for the exit. He didn't get but three strides before he was abruptly blocked by a group of three individuals with white collared shirts and black ties, big round spectacles, clipboards, and badges donning the label 'Judge.'

They looked at Kit's project, or really lack thereof, which a mix of confusion and disappointment.

Meanwhile, Rebecca's toes were tapping impatiently. "Well, young man? Do you have anything to say?"

"I think I really _am _gonna be sick," muttered Kit.

One of the judges, an old lion with a graying, wavy main, stepped forward from the others; he spoke with a tone of sympathy, which for its recipient was like claws raking over a chalkboard. "Gee, I'm afraid this won't do, son. Listen carefully to the rules next time, and don't be afraid to be ambitious. Heck, did you see the kid over there with the magnetic horseshoes?"

He patted Kit on the head, and little did he know just how close he was to having his fingers bitten. "Explore, create, discover! There's no telling _what _you can do when you let your imagination run wild!"

Kit's eyes narrowed at him viciously. "Gee. Why didn't_ I_ think of that."


End file.
